US LLCs can be one of the best legal entities for non-US entrepreneurs. They enable access to all the benefits of a first world jurisdiction, such as banking, payment processing, and good reputation, while maintaining a relatively low tax rate and manageable levels of compliance requirements.
The following article will tell you everything you need to know, to decide if an LLC is a good option for you, how you can open it fast and compliant, and everything else you need to pay attention to when running it.
Table of Content
The Benefits of the USA as Jurisdiction
There are many good reasons for operating through a business registered in the USA.
Among them are:
⭐️ Very good reputation
⭐️ Internationally competitive set-up and maintenance costs
⭐️ Low barriers to entry
⭐️ Reliable access to good banking & payment processing
⭐️ A favorable tax system
LLCs are easy and straight-forward to incorporate (it’s actually called ‘organizing’ in this case). You do not require a lawyer and therefore setup costs are well within range for founders all over the world. You can have everything set up and running within a week, and for less than 500$, if you choose to do some of the work yourself. A similar company form in Canada will cost you about 2000$ to get going.
The USA continues to be one of the leading economies in the world. As such, companies registered here enjoy a high level of trust around the world. Your customers will have no issues deducting invoices coming from your company.
Set-Up and Maintenance Costs
Thousands of LLCs are being organized all across the USA on a daily basis. As such, there is a competitive industry aiming to acquire your business, and most services related to LLCs can be obtained at very affordable rates.
Tax Obligations for Non-Resident Owners
The tax implications of owning and operating a US LLC are clearly one of the most important questions that we have to shed light on. This is also one of the most often misunderstood questions in all of US international tax.
The USA can be one of the biggest tax havens in the world. A US-based LLC opened by a non-US citizen or non-resident can allow for earnings, that are completely tax-free.
The setup can work for all sorts of different business models:
- Consulting & other personal services
- Selling digital products
- Amazon FBA
The Single-Member LLC
An LLC is a pass-through or tax-transparent entity. That means the LLC is not being taxed directly. Instead, the tax obligations of the business ‘pass through’ to the owners (members) of the LLC. They then report them on their personal tax returns.
In cases where there are no tax obligations on the US side, and where the owner is a tax resident of nowhere or a resident of a country with a territorial taxation system, there won’t be any tax to pay at all.
In order to determine the appropriate taxation on the US side, we look at the IRS Taxation of Nonresident Aliens
A US LLC has to meet three criteria, in order to not be subject to US federal income tax
- Be 100% owned by non-US tax residents (either natural or legal persons)
- Have no US presence or economic substance
- The income must not be “effectively connected”
Who Is Considered a Non-Resident Alien (NRA)?
You are a non-resident alien if you are not any of the following:
- A US citizen
- A US permanent resident (i.e. “green card holder”), or
- You have lived in the US enough time to pass the “substantial presence test.”
If any of the above three categories is true for you, then any income generated through an LLC owned by you, will automatically be subject to US tax.
What Constitutes US Presence or Economic Substance (Nexus)?
Here is how it works:
- As an NRA, you are subject to US tax on business income if you are “engaged in a trade or business in the United States“, short “ETBUS”.
- You are ETBUS only if two things are true: (i) You have at least one “dependent agent” in the US. Dependent agents are employees or companies that work almost exclusively for you. And (ii) that dependent agent does something substantial to further your business in the US. Purely administrative jobs are not included under this rule.
- Finally, if you can benefit from an applicable tax treaty, then you’re only subject to US tax if (in addition to being ETBUS) you operate in the US through a “permanent establishment” (e.g. an office or other fixed place of business).
If you don’t meet those conditions, you are not (automatically) subject to US tax on your business.
Even if the LLC generates income in the US, by offering services or selling products into the US, that income is not taxed in the US.
Determining Source of Income
|Nonresident Aliens - Source of Income|
|Where services performed|
Sale of inventory -purchased
|Interest||Residence of payer|
|Dividends||Whether a U.S. or foreign corporation*|
|Rents||Location of property|
Patents, copyrights, etc.
|Where property is used|
|Sale of real property||Location of property|
Example #1: Consulting Agency Without Offices or Employees in the US
A social media marketing agency is performing work for US clients. The owner is located in Panama, with a few additional employees in the Philippines. It has no US office or sales agents. All sales are done via phone or automated sales systems.
The company opens a US LLC to bill their clients, and to receive payments in USD in a US bank account. The US clients have no issues claiming the services as business expenses. Since the work is performed abroad, and the owners are non-US citizens/residents the income is not taxed in the US.
Example #2: Foreign Fulfillment by Amazon (FBA) Seller
A foreign entrepreneur uses Amazons marketplace to sell products into the US. He is using Amazon’s “Fulfillment by Amazon” service to fulfill his orders. All marketing and procurement are managed online by the non-US citizen, who divides his time between Thailand, Bali, and Colombia.
His supplier ships the products directly to Amazon’s warehouses, where Amazon employees repackage and ship them to customers all over the US.
Amazon acts as an independent agent with millions of other clients. Amazon is not primarily working for the foreign entrepreneur. Therefore the foreign entrepreneur is not “engaged in a trade or business in the US”. He is therefore not subject to income from selling products into the US.
Filing & Reporting Requirements For Foreign-Owned LLCs
There are three primary filing requirements that affect foreign-owned, single-member LLCs.
- Form 5472 + 1120
In 2017 the United States underwent a major tax reform. It significantly expanded filing requirements, and also increased penalties for not filing or filing incorrectly.
Before the tax reform, (only) US corporations with at least one 25% non-US owner or foreign corporations with US trade were required to file the IRS form 5472. Foreign-owned, single-member, disregarded LLCs were exempt from this requirement.
This all changed, and as of 2018, non-US owners of a US LLC will have to file the IRS form 5472 as well.
Technically, a US LLC only has to file this form if it has engaged in “reportable transactions.” Unfortunately, the tax laws define this term very broadly, and therefore in most cases, it’s better to still file the form. Especially since failing to file, or filing incorrectly, carries a potential fine of up to 25.000$.
This website goes into a lot of detail on the change.
IRS Form 5472
Since the form 5472 was used only for US corporations before, the IRS had to make changes to make it useful for LLCs. They took a shortcut, however, and did not change the form completely. Instead, you have to attach it to a pro-forma form 1120, that serves as a cover page.
Your LLC must have an EIN in order to file Form 5472 and Form 1120.
The due date for form 5472 is April 15th.
The Form 1120 will be only partially completed and includes only basic identifying information, not income and tax deductions like on a complete tax return.
On the Form 5472 you will report only three basic financial information:
- The value of the LLC as of the 31st of December of the tax year.
- The amount of money moved from the non-US owner to the LLC in the tax year.
- The amount of money moved from the LLC to the non-US owner in the tax year.
Additionally, the form must also include a non-US taxpayer identification number for the 25% owner of the LLC.
Download Form 5472 here and the official instructions here.
Unfortunately, it’s not possible to e-file this form. You must either mail it or fax it to the IRS, using the following address:
Internal Revenue Service
1973 Rulon White Blvd.
M/S 6112, Attn: PIN Unit
Ogden, Utah 84201
Click here to order your ITIN through Globalization Guide.
Accounting & Bookkeeping For US LLCs
There are no requirements to submit the accounting of your LLC.
So you won’t have to
- ask for and store receipts
- present bills and receipts from restaurants and other places
- complete monthly VAT reports
All you need is a simple profit and loss account, that shows incoming and outgoing payments. You can accomplish that by having simple account statements and screenshots of Payment platforms like Paypal, Stripe, Clickbank, Digistore, and others.
Since you won’t have any tax obligation, when you operate your LLC as a disregarded entity, you won’t have to deal with tax inspectors or audits.
Best US State to File LLC
You have the choice between any of the 50 US states, when registering your LLC. As a non-resident with an LLC treated as a disregarded entity, some of the differences between the states become less important. Differences in state tax rates won’t matter for example, as you will aim to be not liable to pay them.
There are however still a number of criteria that you can consider.
- LLC formation cost: A one-time fee paid to the state to form your LLC.
- Annual franchise tax: An ongoing fee paid to the state to keep your LLC in compliance and good standing. Failure to pay this fee will usually result in the state resolving your LLC.
- Anonymity: A small number of states offer anonymous LLCs. Here the owners of the LLC are not publicly disclosed.
- Other laws and regulations: Some states have more beneficial laws regarding business than others. Wyoming makes it very difficult for example to sue companies, which makes it a very attractive location for a non-resident LLC.
What is the Best State for an Anonymous LLC?
There are only four states that allow anonymous LLCs. Therefore your options for these are limited. However, these states are also among the states with the easiest and most-cost efficient incorporation processes.
Wyoming, Delaware and New Mexico allow you to form LLCs, while keeping your name out of public records. Be advised that these LLCs are not 100% anonymous of course. The registered agent always has to know who is behind an LLC, and disclose this information to the state upon request.
- Delaware does not require listing the names of members and managers of LLCs. It does require a Registered Agent to be listed, as well as the incorporator/organizer. To maintain complete privacy it is required to hire third-party providers for those services.
- New Mexico does not collect any information about members/managers of LLCs. There is also a complete lack of annual reports, fees or taxes. Similar to Delaware, to maintain complete privacy you will need third-party providers.
- Nevada & Wyoming both allow “nominee services.” When you use those services, a nominee will appear in the public records, instead of the real owners.
Side-note: No matter what state or setup you use to incorporate your LLC. When you want to register for an EIN, which you will need to get banking and payment processing, you will have to disclose all of your information to the IRS. This information is not being made public though.
|State||Filing fee||Annual fee||Anonymity|
ULTIMATE GUIDE TO OPEN YOUR OWN LLC
In the following section, I am going to show you step-by-step, how to set up your own LLC, receive your EIN from the IRS in record time, open bank accounts fully remotely, and finally how to get payment processing (Stripe) and Paypal, so you can start billing your clients.
- Decide on the state for your LLC
- Choose a name and compare it with your state’s database
- Use a service provider to open your LLC and serve as your Registered Agent
- Apply for an EIN
- Open bank accounts and apply with payment processors
Requirements to Form and Operate an LLC
Tax-ID for Your Company – EIN: Employer Identification Number
The EIN (Employer Identification Number) is a unique 9-digit number assigned to your business by the IRS.
The EIN is used to identify a business for tax purposes with the IRS. Think of it as a Social Security Number for your business.
You will need this number in order to fulfill the filing requirements for your LLC. Having an EIN is pretty much also a non-negotiable when opening a bank account, or applying for merchant accounts with payment processors like Stripe or Paypal.
How to get an EIN as a non-resident without SSN or ITIN
To apply for an EIN you will need to fill out Form SS-4 “Application for Employer Identification Number”.
To obtain an EIN, you need three things:
- a business name
- a US business address
- a brief explanation of the principal business activity and principal product or service the business will offer or sell.
Click here to order your EIN through Globalization Guide.
Bank Accounts for a Foreign-Owned LLC
A company without a bank account is no real company. Aside from receiving wire transfers, paying bills and invoices, you will also need a bank account to use for your merchant accounts and payment processors.
So one of the most important questions to ask is, where and how to get good bank accounts.
There are two categories:
- Traditional banks, like Bank of America, Chase and so on
- Neobanks, like LEVRO or WISE (formerly TransferWise)
The traditional banks generally have higher requirements and internal compliance guidelines. It’s generally not possible to open those accounts remotely. The owner or company manager has to appear in person.
Opening an account with fintechs and neobanks is usually simpler. Their KYC requirements are lower, and there are several options that can be done remotely. Since the available options change regularly, we haven’t included them here. Feel free to reach out, if you need help.
Opening Accounts Remotely
As part of their KYC (Know-Your-Customer) guidelines, traditional banks will require a representative of the company to personally appear at a branch.
There are however some fintechs and neobanks that will allow you to do the verification without having to be physically present.
As of July 2022 there are five neobanks or fintechs that will open accounts with US banking details for non-resident owners of LLCs, fully remotely.
These five options are:
While it’s nice when a neobank allows you to open an account remotely, do your research and think about the ongoing tools and features your business will need. This may save you from having to go through the entire verification process all over again if you ultimately decide you need a different bank.
Opening Accounts in the USA in Person
When you actually step foot into the US, opening accounts for your LLC becomes quite easy. There are literally a hundred options available, including many of the big banks like Chase, Wells Fargo, Bank of America, TD Bank and many others.
Remote Account Opening through Service Providers
There is the option to open accounts without initially having to travel to the US. Through intermediaries that are given power of attorney, you can also open accounts. Often the banks will require a personal visit at some point however.
Need Help Setting-Up Your LLC
At Globalization Guide, we offer the full spectrum of LLC formations and management.
✅ LLC Formation in all states, incl. Wyoming, Delaware, New Mexico, and Florida
✅ Expedited EIN application
✅ Banking & payment processing support
✅ Filing and bookkeeping
Schedule Expert consultation
Alternatively, follow my guide, on how to open your own LLC fast, easy, and cost-effective with Incfile:
Schedule Expert consultation
Frequently Asked Questions
Some of the most commonly asked questions about using a US LLC as a non-resident.
What if I sell products online, and my web hoster is located in the US?
No problem. Since you’re renting the server from an independent agent (the hosting provider), you are not ETBUS.
Do I need a US address to incorporate a business in the US?
LLCs are required to have a registered business address. This does not have to be an actual physical address. I recommend using a virtual address service for your business address. This is very useful when applying for your EIN or opening bank accounts.
Do I need bookkeeping for my LLC?
Even if you do not have any US income tax obligations, and do not file a 1040-NR, there are still record maintenance requirements for your LLC. Since you will be required to file Form 5472, you are required to keep permanent books of account or records sufficient to establish the correct of the filed information (Section 6001).
Schedule Expert Consultation
Which state is best for LLC for non resident? ›
Why? Wyoming is the most popular state for non-residents who are online businesses, e-commerce businesses, or entrepreneurs who want an easy and simple way to form and manage their company.Can a non resident open an LLC in USA? ›
There's no requirement for citizenship to operate a business in the U.S., so long as it's the right form of business. This means that a noncitizen can operate a limited liability company (LLC) or a C corporation, but not an S corporation.Which state has the most LLC friendly requirements? ›
Delaware has a reputation for being a business-friendly state and has a simplified filing process to help you get your LLC quickly up and running. Two major perks of creating an LLC in Delaware are the low fees and taxes. Delaware does not tax out-of-state income for foreign LLCs.How is foreign owner of LLC taxed? ›
A foreign-owned multi-member LLC is taxed as a partnership. Depending on your state, you may also be required to file a corporate income tax return. In addition, you may be subject to self-employment taxes.Why is it better to form an LLC in Delaware? ›
Delaware is often considered one of the best states to form an LLC because it has limited fees and tax obligations. In fact, many businesses choose to form an LLC in Delaware even if they don't intend on doing business in Delaware.Do you have to live in Wyoming to have an LLC? ›
You can form a Wyoming LLC even if you don't live in Wyoming. Residency in the state, or the USA, is not required to form a company. A majority of LLCs are formed by non-residents. Forming an LLC in Wyoming as a non-resident is the same process as for a resident.How do you start a business in the US as a non-resident? ›
- Have the Necessary Federal Approvals in Place. ...
- Choose a Business Entity Type. ...
- Appoint a Registered Agent. ...
- Obtain an EIN (Employer Identification Number). ...
- Set Up a Business Bank Account in the U.S.
Can a foreign national start a business in the U.S. without being a resident? “Yes, You Can!” Every day, foreign nationals are setting up US businesses, from major enterprises to small shops. Accessing the US marketplace is the key to success for many businesses around the world.How can a foreigner set up an LLC? ›
- Select a state.
- Name your LLC.
- Hire a registered agent service.
- File your LLC.
- Create an LLC operating agreement.
- Get an EIN.
- Get a physical US mailing address.
- Visit the US and open a US bank account.
- Range for individual income tax rates: None.
- Average combined state and local sales tax rate: 1.76% (no state sales tax)
- Effective property tax rate for homes: 1.02%
- State ranking for business-friendly legal environment: 5.
- LLC filing fee: $250.
- LLC annual fee: $100.
What state has the cheapest LLC formation? ›
Kentucky has the lowest LLC formation cost at $40 per LLC while Massachusetts is the most expensive at $500 per LLC.Can I live in California and have an LLC in another state? ›
As a California resident, you are free to register the LLC for your online business in any state.Can a non resident alien form an LLC? ›
There are no citizenship or residence requirements for ownership of a C Corporation or an LLC.Do non citizen business owners pay taxes? ›
Filing Requirements for Nonresident Aliens
Nonresident aliens are generally subject to U.S. income tax only on their U.S. source income. They are subject to two different tax rates, one for effectively connected income, and one for fixed or determinable, annual, or periodic (FDAP) income.
An offshore limited liability company (LLC), is a legal entity created under the laws of a country other than your own. Most common examples are Belize, Seychelles and Panama, however, an LLC can be formed just about anywhere in the world that has the corporate legislation to support it.What is the Delaware tax loophole? ›
Companies and wealthy individuals can use Delaware to avoid paying some taxes in other states. So there's a thing called the Delaware Loophole, which essentially enables companies to avoid paying state corporate income tax where they earn the revenue.Is there an annual fee for an LLC in Delaware? ›
LLC/Partnership Tax Information
All Domestic and Foreign Limited Liability Companies, Limited Partnerships, and General Partnerships formed or registered in Delaware are required to pay an annual tax of $300.00.
The state has no value-added taxes (VATs), it does not tax business transactions, and it does not have use, inventory or unitary tax. There is no inheritance tax in Delaware, and there are no capital shares or stock transfer taxes.Why is Wyoming best state for LLC? ›
Best state to open an llc
Wyoming only charges $50 a year to have an LLC. Another great benefit of a Wyoming LLC is that it has the best asset protection laws. Wyoming has privacy and does not require the members or managers to be listed on the public records. Wyoming has no income taxes on companies or people.
Wyoming has many advantages over other states for building an LLC. It has no state income tax, filing and reporting costs are low, members' privacy is assured, and it has charging order protection laws.
What taxes does an LLC pay in Wyoming? ›
Moreover, because Wyoming also doesn't have a personal income tax, LLC members generally will owe no state tax on income they earn from a Wyoming LLC. The only tax for LLCs, mentioned above, is the annual license tax of $50 or a small percentage of the value of your LLC's assets located in Wyoming.Can I live in California and have an LLC in another state? ›
As a California resident, you are free to register the LLC for your online business in any state.Which state has the lowest taxes for business? ›
Nevada, South Dakota, and Wyoming have no corporate or individual income tax (though Nevada imposes gross receipts taxes); Alaska has no individual income or state-level sales tax; Florida has no individual income tax; and New Hampshire and Montana have no sales tax.Is Texas a good state to form an LLC? ›
Texas offers many advantages to LLCs formed in the state. Notably, its business environment and economic strength, asset protection for the members of the LLC, tax benefits, and a great deal of flexibility. If your business has a physical location in Texas, it is probably best to form your LLC in Texas.Is Florida a good state to form an LLC? ›
Yes, Florida is a good state to establish your LLC in. Some of the benefits include: Protection of your personal assets. Pass-through taxation.Can LLC members live in different states? ›
It also doesn't set geographical limitations for any of the partners. Therefore, there is still great flexibility in terms of the managing of a partnership with partners that reside in different states.Does California tax out of state LLC? ›
What if a corporation or a limited liability company (LLC) is formed in another state, like Delaware or Nevada, but does business in California? The out-of-state business entity (a “foreign” business entity) must register with the state, file tax returns, and (most important to the state) pay taxes to California.Can I open an LLC in Wyoming if I live in another state? ›
Wyoming Sales Tax License:
If you live in another state, you can form a Wyoming LLC even if you don't live in Wyoming.
- South Dakota.
States That Don't Tax Retirement Income
Those eight – Alaska, Florida, Nevada, South Dakota, Tennessee, Texas, Washington and Wyoming – don't tax wages, salaries, dividends, interest or any sort of income.
What state has no income tax? ›
- South Dakota.
The two types of business taxes for an LLC in Texas are sales tax and the Texas franchise tax. All businesses are subject to sales tax.What is the disadvantage of an LLC? ›
Disadvantages of creating an LLC
States charge an initial formation fee. Many states also impose ongoing fees, such as annual report and/or franchise tax fees. Check with your Secretary of State's office. Transferable ownership. Ownership in an LLC is often harder to transfer than with a corporation.
All members or managers who take profits out of the LLC must pay self-employment tax. This tax is administered by the Federal Insurance Contributions Act (FICA) and covers Social Security, Medicare and other benefits. The current self-employment tax rate is 15.3 percent.What are the disadvantages of an LLC in Florida? ›
Disadvantages of forming an LLC in Florida include: Initial and ongoing fees. LLCs are more expensive to form than sole proprietorships and general partnerships. Limited flexibility in ownership transfers.What is the best tax structure for LLC? ›
As a simple and effective tax structure, many multi-member LLCs will find the partnership tax status to be an ideal choice. However, if your company plans to seek funding from outside investors or other types of passive owners, you may want to consider being taxed as a corporation.How much does it cost for an LLC in Florida? ›